Macquarie, Prime's Takeaway.com valued up to €1.1bn in IPO

The indicative price range for the offering was set at €20.5-26.5 per share, putting Takeaway.com's enterprise value between €760-974m, with a market cap in the €904m-€1.1bn range. Based on the top end of the indicative price range, the value of the shares offered in the IPO would be €441m.

Takeaway.com's flotation will see shareholders Macquarie and Prime Ventures realise partial stakes in the business. Macquarie became a shareholder in April 2014 by leading a series-B round of funding, which was used to acquire German competitor Lieferando. Prime co-invested in the round, having provided a €13m series-A in 2012.

The IPO consists of a primary and a secondary component. The primary component comprises up to 8.5 million newly issued shares from the issuer, and the secondary offer will include up to 10.6 million existing shares issued by the selling shareholders, including 2.5 million shares to be sold as part of an overallotment option.

With the IPO, Takeaway.com is hoping to raise at least €350m in gross proceeds (including the overallotment option), of which the primary component accounts for €175m.

The offered shares will represent a maximum of 44.1% of the issuer's total issued share capital post-IPO. The company founder, Jitse Groen, intends to retain approximately 95% of his current shareholding.

The final offer price will be announced on 29 September, and the subscription period for all investors starts from 19 September, with a listing on Euronext Amsterdam planned on 30 September. The issuer and selling shareholders have agreed to a 180-day lock-up period.

Takeaway.com intends to use €40m of the proceeds to fund organic growth and consolidate market positions in Germany and other key markets; €22.5m will be used in relation to the recent acquisition of JustEat's Benelux arm, partly to repay outstanding amounts and also to fund the remainder of the purchase; and up to €20m will be used to repay a revolving credit facility.

Earlier this year, Takeaway.com entered into a debt facility agreement of €47.5m, consisting of a €25m revolving credit facility and a €22.5m bridge loan, used for the acquisition of JustEat's Benelux arm.

Merrill Lynch International and Morgan Stanley have been appointed joint global coordinators and joint bookrunners, while ABN Amro Bank and UBS have been appointed joint bookrunners for the IPO.

Founded in the Netherlands in 2000 by CEO Jitse Groen, Takeaway.com is an online food delivery service focused on connecting consumers and restaurants through its platform in the Netherlands, Germany, Belgium, Austria, Poland, France, Luxembourg, Portugal, Switzerland and Vietnam.

The group's platform across its markets counts around 7.6 million users and 30,486 partnering restaurants. It has 500 employees, and registered €77m revenue in 2015.

In the Netherlands, Takeaway.com is the largest online food delivery service with an estimated market share in 2015 of more than 90% in terms of online order value and a 63.2% EBITDA margin in 2015. The company also claims to be the largest group in terms of number of restaurants, orders and gross merchandise value (GMV) operating as a single brand in Germany, Belgium, Austria and Poland.

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